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Mutated homo sapiens that have a dangerous telekinetic power is being captured and isolated in laboratories by the government. One of the sixth-sense-possessing humanoids escapes loses her memories and winds up living with a boy from her past.

Tsukune is just beginning high school. Devastated he cannot move on, his father gets him into a school no one has heard of, by "Picking up an admission form" from a man who dropped it in the street.

This show is set at Honn0ji Academy, a fictional high school in post-apocalyptic Japan that is dominated by its fearsome student council, led by Satsuki Kiryuin. The council members wear special uniforms called Goku Uniforms that grant them superhuman abilities, which they use to oppress the rest of the school's students and staff.

The Howard Resort, a resort hotel, draws customers from around the world with the lure of potentially winning a massive, unforgettable fortune. Mint Clark is a young girl who comes to the resort with her wealthy grandfather who simply can't resist spending all his time and money gambling at the resort.

This is the game's second OVA adaption, released on May 25, 2002. Set about twelve years before the events of the original OVA, here we see Hiroko Takashiro and Reika Kitami as students at the school, and several new characters are also introduced.